Fort Baker Capital Management LP

Item 5.       Fees and Compensation
Fees

The fees we charge Separate Account Clients are set forth in the those clients’ investment management
agreements, which are negotiated separately for each such client. Separate Account Clients typically pay
asset-based fees and, in some cases (subject to Rule 205-3 of the Advisers Act of 1940 (the “Advisers
Act”)) performance-based fees.

The compensation the Catalyst Funds pay us are described in detail in the Master Fund’s limited partnership
agreement and the investment management agreements between FBCM and the Master Fund, as well as in
each Feeder’s Offering Memorandum. The following is a brief summary of those fees.

Asset-Based Fees

For our services to the Master Fund, the Master Fund pays us a monthly “Management Fee” generally
determined by reference to the net asset values of the Feeder Investments held by investors in the Feeders
(each, a “Feeder Investor”), as reflected in memorandum accounts the Master Fund maintains in respect
of each Feeder Investor. The monthly Management Fee attributable to a Feeder Investor is one-twelfth of
a “Management Fee Rate” applied to the balance in the related Master Fund memorandum account as of
the beginning of the relevant month. If, a Feeder Investor invests on a date other than the first day of a
month, the Master Fund will pay us a prorated Management Fee as to that investment.

The Management Fee Rate is generally 1.5% per annum but certain early Feeder Investors acquired
“Founders Shares” (in the Offshore Feeder) and “Founders Interests” (in the U.S. Feeder) referred to
together as “Founders Investments,” and are, as part of the “Founders Terms” on which those Founders
Investments were issued, subject to a lower Management Fee Rate. That rate may vary from month to
month, depending upon the aggregate net assets we manage using the Catalyst Funds’ investment strategy
as of the beginning of the quarter in which the relevant month falls, as more fully described in the Feeders’
Offering Memoranda.

While these Management Fees are not generally negotiable, we may vary them as to particular Feeder
Investors by separate agreement, without notice to the other Feeder Investors. We have waived those fees
for FBCM’s and the General Partner’s own capital invested in the Catalyst Funds, as well as for our

affiliates, employees, owners, their family members, and certain others. At the date of this Brochure, the
only Feeder Investors are such affiliates, employees, and owners.

Performance-Based Profit Allocation

The General Partner is entitled to, in effect, share in the net appreciation of each Offshore Feeder share and
U.S. Feeder limited partner interest (each, a “Feeder Investment”) through a special allocation (an
“Incentive Allocation”) of a portion of the Master Fund’s net profits (which include both realized and
unrealized gains and losses, as well as net income and expenses) that would otherwise be allocated to the
relevant Feeder (and, through that Feeder, to the Feeder Investor). Incentive Allocations are subject to a
“loss carryforward” procedure (also referred to as a “high water mark” procedure) under which an Incentive
Allocation is made as to a Feeder Investor only to the extent the increases in the value of that Feeder
Investor’s Feeder Investment at the relevant time exceed prior reductions in value (adjusted for withdrawals
or redemptions). Once made, an Incentive Allocation will not be reduced by losses incurred in later periods.

Incentive Allocations generally equal 20% of the appreciation in the relevant Feeder Investment for the
relevant period (which reflects the effects of Management Fees and other expenses), subject to the “loss
carryforward” procedure described above. However, for Founders Investments, the Incentive Allocation
rate is 15%. The Master Fund generally makes Incentive Allocations at the end of each calendar year and
upon a Feeder Investor’s redemption or withdrawal (as to the amount redeemed or withdrawn).

The General Partner may agree with a Feeder, the Master Fund, and particular Feeder Investors to waive or
reduce Incentive Allocations as to those Feeder Investors. The General Partner has waived Incentive
Allocations for itself and its constituent partners, affiliates, and employees, family members of the
foregoing, and certain others (which together comprise all of the Feeder Investors).

“Designated” Investments

Circumstances could arise in which the Master Fund would treat an existing asset as a “Designated
Investment,” resulting in, among other things, changes to the calculation of Management Fees and Incentive
Allocations by the Master Fund.

Management Fees. In calculating Management Fees, the Master Fund would value Designated Investments
at the lower of the values at which it carried them immediately before they became Designated Investments
or the fair market values at the relevant Management Fee calculation date. If a Feeder Investor were to
redeem or withdraw capital at a time when that Feeder Investor has an interest in one or more Designated
Investments, because the investor may not withdraw/redeem amounts attributable to Designated
Investments, the Master Fund could establish a reserve against the redemption/withdrawal proceeds to pay
the estimated future Management Fees in respect of the Feeder Investor’s interest in those Designated
Investments. If the Master Fund were to do so, and the reserve were depleted before the Designated
Investments are liquidated (or cease to be Designated Investments – a “Valuation Event”), the Master Fund
would remain obligated to pay the Management Fee as to the withdrawn/redeemed amounts on whatever
terms and through whatever arrangements the General Partner considers appropriate, provided the
economic burden of those terms and arrangements is: (i) in effect borne by the redeeming/withdrawing
Feeder Investor; and (ii) no worse for the redeeming/withdrawing Feeder Investor than current payments
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Item 7.       Types of Clients
Our Separate Account Clients include pooled investment vehicles (including registered investment
companies) for which we act as a sub-investment adviser, and may also include family offices, funds of
funds, endowments, pension funds, and similar investors. We currently have no specified eligibility
requirements or minimum account size for our Separate Account Clients.

The Catalyst Funds are private investment funds that are not regulated under the U.S. Investment Company
Act of 1940 because of Sections 3(c)(1) and 3(c)(7) of that Act. Each Catalyst Fund imposes minimum
investor qualification standards and minimum investment requirements. Investors in the Feeders may
include banks, pension and profit-sharing plans, sovereign wealth funds, endowments, foundations, funds
of funds, and corporations or other business entities. The General Partner (as to the U.S. Feeder) or the
Offshore Feeder’s Board of Directors may reduce or waive the minimum new investment requirements for
a Feeder and they have waived those requirements for FBCM, the General Partner, FBCM’s affiliates,
employees, and owners, those employees’ and owners’ family members, and certain others. We do not
provide investment advice to Feeder Investors or to the Feeders themselves.